(RTTNews) - Klöckner & Co SE and Worthington Steel GmbH, a wholly owned subsidiary of Worthington Steel, Inc., have signed a business combination agreement following the successful completion of due diligence and related negotiations. As part of the transaction, Worthington Steel announced its intention to launch a voluntary public takeover offer for all outstanding shares of Klöckner & Co SE.
Under the terms of the agreement, Worthington Steel will offer 11.00 euros in cash for each Klöckner & Co share. This represents a premium of approximately 81% on the closing price of Klöckner & Co shares on December 5, 2025—the day before negotiations were publicly disclosed—and about 98% on the undisturbed three-month volume-weighted average share price up to that date. The transaction implies a total enterprise value of around 2.1 billion euros or US$2.4 billion. The Management Board and Supervisory Board of Klöckner & Co have stated their intention to recommend acceptance of the offer in their formal response.
Worthington Steel has also informed Klöckner & Co that SWOCTEM GmbH has committed, through an irrevocable tender agreement, to tender its approximately 41.53% stake into the offer. In addition, members of Klöckner & Co's Management Board have confirmed that they will tender all shares they personally hold.
In a separate press release, Klöckner & Co announced plans to sell Becker Group, a multi-metal platform in the European flat steel sector. The Management Board reached this decision after a comprehensive analysis and assessment of strategic options for Becker Group. With this move, Klöckner & Co aims to enable Becker Group's participation in industry consolidation under new ownership, while sharpening its own focus on higher value-added products and services.
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